The beggar woman is revealed to be a beautiful fairy in disguise, who then secretly helps Cinderella for her kindness.

The sisters visit a witch-like fortune teller in the woods, who predicts that a member of their family will be chosen by the prince.

Cinderella tosses on her bed, suffering a surrealistic dream in which evil-looking dwarves ring the midnight bell and the numbers on the clock's face dance and scramble wildly.

The sisters go to the palace, and a comic scene ensues as each tries to force her too-large foot into the dainty slipper.

The Prince learns that every girl in the kingdom save one has tried the slipper on and failed the test, and announces that he will bring her to the palace himself.

When midnight strikes, Cinderella panics and starts to run away again, but her fairy godmother reappears and blesses her, assuring her that a good and noble spirit is always rewarded.